0001800329-24-000001.txt : 20240507 0001800329-24-000001.hdr.sgml : 20240507 20240507201542 ACCESSION NUMBER: 0001800329-24-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240222 FILED AS OF DATE: 20240507 DATE AS OF CHANGE: 20240507 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tribeca Investment Partners Pty Ltd CENTRAL INDEX KEY: 0001800329 ORGANIZATION NAME: STATE OF INCORPORATION: C3 FISCAL YEAR END: 0620 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-55546 FILM NUMBER: 24923896 BUSINESS ADDRESS: STREET 1: LEVEL 23, 1 O'CONNELL STREET CITY: SYDNEY STATE: C3 ZIP: 2000 BUSINESS PHONE: 61 2 9640 2629 MAIL ADDRESS: STREET 1: LEVEL 23, 1 O'CONNELL STREET CITY: SYDNEY STATE: C3 ZIP: 2000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CLS Holdings USA, Inc. CENTRAL INDEX KEY: 0001522222 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS RETAIL [5900] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0531 BUSINESS ADDRESS: STREET 1: 516 S. 4TH STREET CITY: LAS VEGAS STATE: NV ZIP: 89101 BUSINESS PHONE: (416) 992-4539 MAIL ADDRESS: STREET 1: 516 S. 4TH STREET CITY: LAS VEGAS STATE: NV ZIP: 89101 FORMER COMPANY: FORMER CONFORMED NAME: Adelt Design, Inc. DATE OF NAME CHANGE: 20110601 4 1 primary_doc.xml PRIMARY DOCUMENT X0508 4 2024-02-22 1 0001522222 CLS Holdings USA, Inc. CLSH 0001800329 Tribeca Investment Partners Pty Ltd LEVEL 23, 1 O'CONNELL STREET SYDNEY C3 2000 AUSTRALIA 0 0 1 0 0 Common Shares 2024-02-22 4 S 0 13174402 0.045 D 0 I Please refer to Footnotes Warrants 1.65 2024-02-22 4 S 0 454545 0 D 2022-09-15 2024-12-31 Common Shares 454545 0 I Please refer to Footnotes Immediately before the transaction, 13,174,402 Common Shares accounted for 9.57% of the total issued shares of the Issuer. This Form 4 is being filed by Tribeca Investment Partners Pty Ltd (Investment Manager) on behalf of itself and Tribeca Global Natural Resources Fund, Tribeca Global Natural Resources Limited, and Tribeca Segregated Portfolio Company on behalf and for the account Tribeca Global Natural Resources Segregated Portfolio (Funds). Tribeca Investment Partners Pty Ltd disclaims, for the purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of its indirect pecuniary interest therein, and this report shall not be deemed an admission that the Investment Manager, is the beneficial owner of such securities for the purposes of Section 16 or for any other purposes. On February 22, 2024 (Effective Date), the Investment Manager and the Issuer entered into a Redemption Agreement for the Investment Manager to dispose of 13,174,402 Common Shares, 454,548 Warrants expiring December 31, 2024, and certain Second Amended and Restated Unsecured Debentures held by the Funds (Transaction). The Transaction was completed subsequent to the Effective Date. Ken Liu, Compliance Manager for Tribeca Investment Partners Pty Ltd 2024-05-07